Securities code: Hangzhou Mdk Opto Electronic Corporation Limited(688079) securities abbreviation: Hangzhou Mdk Opto Electronic Corporation Limited(688079) Hangzhou Hangzhou Mdk Opto Electronic Corporation Limited(688079) Photoelectric Technology Co., Ltd
Materials of 2021 annual general meeting of shareholders
May 2022
Hangzhou Mdk Opto Electronic Corporation Limited(688079)
Information catalogue of 2021 annual general meeting of shareholders
Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 annual general meeting of shareholders 3 Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 annual general meeting agenda 5 Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 annual general meeting proposal 7 proposal 1 proposal on the annual work report of the board of directors in 2021 7 proposal 2 proposal on the 2021 annual work report of the board of supervisors 8 proposal 3 proposal on the company’s 2021 annual financial statement report 9 proposal 4 proposal on the company’s annual profit distribution plan in 202110 proposal 5 proposal on the company and its subsidiaries applying for credit line and guarantee from the bank 11. Proposal 6: proposal on re employment of Tianjian Certified Public Accountants (special general partnership) as the company’s audit institution in 202212 proposal 7 proposal on the remuneration of directors and supervisors of the company in 2022 Proposal 8 on using part of the over raised funds to permanently supplement the working capital 18 proposal 9 proposal on the full text and summary of the company’s 2021 annual report 22. Item 10 listen to the work report of independent directors in 2021 twenty-three
Annex 1 annual work report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of directors in 2021 twenty-four
Annex 2 annual work report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of supervisors in 2021 thirty-two
Annex 3 Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 annual financial statement report thirty-five
Annex 4 Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 annual report of independent directors thirty-eight
Hangzhou Mdk Opto Electronic Corporation Limited(688079)
Notes to the 2021 annual general meeting of shareholders
In order to safeguard the legitimate rights and interests of all shareholders, ensure the normal order and efficiency of the general meeting of shareholders of Hangzhou Mdk Opto Electronic Corporation Limited(688079) (hereinafter referred to as “the company”) and ensure the smooth progress of the general meeting, In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules of the general meeting of shareholders of listed companies (revised in 2016), the Hangzhou Mdk Opto Electronic Corporation Limited(688079) articles of Association (hereinafter referred to as the “articles of association”), the rules of procedure of Hangzhou Mdk Opto Electronic Corporation Limited(688079) general meeting of shareholders and other relevant provisions, these instructions are hereby formulated: 1. To confirm the attendance qualification of shareholders or their agents or other attendees attending the general meeting, The conference staff will carry out necessary verification of the identity of the participants, and the verified participants are requested to cooperate.
2、 Shareholders and shareholders’ agents attending the meeting shall go through the signing procedures at the meeting site 30 minutes before the meeting, and please show the securities account card, identity documents or copies of enterprise business license / registration certificate (with official seal), power of attorney, etc. as required. A copy of the above registration materials shall be provided, and the copy of personal registration materials shall be signed by individuals, The copy of the legal representative’s certificate must be stamped with the company’s official seal, and the meeting materials can be obtained after verification before attending the meeting. After the commencement of the meeting, the chairman of the meeting shall announce the number of shareholders attending the meeting and the total number of voting shares held by them. After that, the shareholders entering the meeting have no right to participate in the on-site voting.
3、 The meeting deliberated and voted on proposals in the order listed in the meeting notice.
4、 Shareholders and their proxies attend the general meeting of shareholders and enjoy the right to speak, question, vote and other rights according to law. Shareholders and their agents attending the general meeting of shareholders shall earnestly perform their legal obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and their agents, and shall not disturb the normal order of the general meeting of shareholders.
5、 Shareholders and their agents who require to speak on site shall register at the speech registration office in advance (the speech registration office is located at the sign in office of the general meeting). The presiding officer of the General Assembly shall arrange the speeches according to the list and order provided by the speech registry. If shareholders and their agents require on-site questions, they shall raise their hands according to the agenda of the meeting and ask questions with the permission of the chairman of the meeting. When more than one shareholder and shareholder’s agent ask questions at the same time, those who raise their hands first ask questions first; When the order cannot be determined, the host shall designate the questioner.
During the meeting, only shareholders and their agents are allowed to speak or ask questions. When speaking or asking questions, it is necessary to state the name of shareholders and the total number of shares held. The speech or question should be related to the topic of this shareholders’ meeting, concise and concise, and each speech should not exceed 5 minutes in principle. Each shareholder and shareholder’s agent shall speak or ask questions no more than 2 times.
6、 When shareholders and their proxies request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and their proxies. When voting at the general meeting of shareholders, shareholders and their proxies will no longer speak. If shareholders and their agents violate the above provisions, the chairman of the meeting has the right to refuse or stop them.
7、 The moderator may arrange directors, supervisors and senior managers of the company to answer questions raised by shareholders. The moderator or relevant personnel designated by him or her have the right to refuse to answer questions that may disclose the company’s trade secrets and / or insider information and damage the common interests of the company and shareholders.
8、 Shareholders and their proxies attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. The votes that are not filled in, wrongly filled in, illegible and not cast shall be deemed as the voters’ waiver of voting rights, and the voting results of their shares shall be counted as “waiver”.
9、 The general meeting of shareholders adopts the combination of on-site voting and online voting, and the announcement of the resolution of the general meeting of shareholders is issued in combination with the voting results of on-site voting and online voting.
10、 In order to ensure the seriousness and normal order of the general meeting of shareholders, the company has the right to refuse other persons to enter the meeting place in accordance with the law, except the shareholders and their agents, the company’s directors, supervisors, senior executives, employed lawyers and those invited by the board of directors.
11、 The meeting was witnessed by the practicing lawyer of the law firm hired by the company and issued a legal opinion. 12、 During the meeting, the participants shall pay attention to maintaining the order of the meeting place, do not walk around at will, adjust the mobile phone to the silent state, and refuse personal recording, video recording and photographing. The meeting staff have the right to stop the acts that interfere with the normal procedures of the meeting, make trouble or infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling.
13、 The company will not give gifts to shareholders attending the general meeting of shareholders. Shareholders or agents attending the meeting shall bear their own accommodation and transportation expenses, and treat all shareholders on the principle of equality.
14、 For details of the announcement of the annual general meeting of shareholders held on February 22, 2027 and the method of voting on the website of the Shanghai Stock Exchange, please refer to.
15、 Special reminder: during the prevention and control of covid-19 pneumonia, all shareholders are encouraged to participate in the meeting through online voting. If you really need to attend the meeting on site, please ensure that your temperature is normal and there are no symptoms such as respiratory discomfort. You must wear masks and other protective equipment on the day of the meeting and do a good job of personal protection; For the participants in medium and high-risk areas and low-risk areas under the jurisdiction of medium and high-risk areas, the negative certificate of nucleic acid test within 24 hours shall be provided. On the day of the meeting, the company will measure and register the temperature of participants according to the requirements of epidemic prevention and control. Only those with normal temperature can attend the meeting. Please cooperate.
Hangzhou Mdk Opto Electronic Corporation Limited(688079)
Agenda of 2021 annual general meeting of shareholders
1、 Meeting time, place and voting method
1. On site meeting time: 14:00, May 12, 2022
2. Venue of the on-site meeting: conference room of Zhejiang Hangzhou Mdk Opto Electronic Corporation Limited(688079) optical semiconductor Co., Ltd. [No. 15, Xinchao Road, Chang’an Town (high tech Zone), Haining City] 3. Convener of the meeting: Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of directors 4. Moderator of the meeting: Mr. Ge Wenzhi, chairman of the board 5. Method of holding the meeting: combination of on-site voting and online voting 6. System, start and end period and voting time of online voting
Online voting system: online voting system for shareholders’ meeting of Shanghai Stock Exchange
Starting and ending time of online voting: from May 12, 2022 to May 12, 2022
The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. 2、 Agenda of the meeting (I) participants sign in, receive meeting materials and register shareholders’ speeches (II) the host announces the beginning of the meeting and reports to the general meeting the number of shareholders attending the on-site meeting and the number of voting rights held (III) the host reads out the instructions to the general meeting of shareholders (IV) vote counting Scrutineers (V) deliberated the proposals of the meeting item by item. Proposal 1: proposal on the annual work report of the board of directors in 2021; proposal 2: proposal on the annual work report of the board of supervisors in 2021; proposal 3: proposal on the company’s 2021 annual financial statement; proposal 4: proposal on the company’s 2021 annual profit distribution plan; proposal 5: proposal on the company and its subsidiaries applying for credit line and guarantee from the bank
Proposal 6: proposal on renewing the appointment of Tianjian Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 proposal 7: proposal on the remuneration of the company’s directors and supervisors in 2022 proposal 8: proposal on using part of the over raised funds to permanently supplement the working capital proposal 9: proposal on the full text and summary of the company’s annual report in 2021 this meeting will also hear the work report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021 independent directors. (VI) speeches and questions of shareholders and their proxies; (VII) voting on various proposals by shareholders and their proxies; (VIII) adjourn the meeting, count the voting results; (IX) resume the meeting, announce the voting results and the passage of proposals; (x) the host reads out the resolutions of the general meeting of shareholders; (XI) witness the lawyers to read out the legal opinions; (XII) sign the documents of the meeting; (XIII) the host declares the end of the meeting
Hangzhou Mdk Opto Electronic Corporation Limited(688079)
Proposal of 2021 annual general meeting of shareholders
Motion 1
Proposal on the 2021 annual work report of the board of directors
Shareholders and shareholder representatives:
In accordance with the relevant provisions of the company law and other laws and regulations, the Hangzhou Mdk Opto Electronic Corporation Limited(688079) articles of association and the rules of procedure of the board of directors, in 2021, the board of directors earnestly performed various responsibilities entrusted to the board of directors by the articles of association, strictly implemented various resolutions adopted by the general meeting of shareholders, promoted the standardized operation of the company, ensured the scientific decision-making of the company and promoted the smooth and orderly development of various businesses. The board of directors of the company summarized the main work of the board of directors in 2021 and submitted the annual work report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of directors in 2021. See Annex 1 for details.
This proposal has been deliberated and adopted at the 22nd Meeting of the first board of directors held on April 21, 2022. This proposal is hereby submitted to the general meeting of shareholders for deliberation.
Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of directors may 12, 2022
Motion II
Proposal on the 2021 annual work report of the board of supervisors
Shareholders and shareholder representatives:
In 2021, with the joint efforts of all supervisors, in strict accordance with the company law, the securities law and other laws and regulations, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions, and in the spirit of being responsible to all shareholders of the company, the board of supervisors conscientiously performed and independently exercised the functions and powers conferred by relevant laws and regulations, actively and effectively carried out work, and paid close attention to the legal operation of the company and the directors The senior managers supervised the performance of their duties and safeguarded the legitimate rights and interests of the company and shareholders. According to the articles of association and the rules of procedure of the board of supervisors, the board of supervisors of the company summarized the work of the board of supervisors in 2021 and prepared the annual work report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of supervisors in 2021. See Annex 2 for details.
This proposal has been deliberated and adopted at the 13th meeting of the first board of supervisors held on April 21, 2022. This proposal is hereby submitted to the general meeting of shareholders for deliberation.
Hangzhou Mdk Opto Electronic Corporation Limited(688079) board of supervisors may 12, 2022
Motion III
Proposal on the company’s 2021 annual financial statement report
Shareholders and shareholder representatives:
According to the overall operation of the company in 2021, the board of directors prepared the final financial statement report of Hangzhou Mdk Opto Electronic Corporation Limited(688079) 2021. See Annex 3 for details.
This proposal has been deliberated and adopted at the 22nd Meeting of the first board of directors held on April 21, 2022. This proposal is hereby submitted to the general meeting of shareholders for deliberation.
Hangzhou Mdk Opto Electronic Corporation Limited(688079)
